SEC Form 4 · accession 0001018724-16-000345
AMAZON COM INC · AMZN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David Zapolsky
Officer — Senior Vice President
Period of report
Nov 15, 2016
Accepted (ET)
Nov 17, 2016 · 4:22 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001018724
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $.01 per share | Nov 15, 2016 | M | 451 | $0.00 | A | 2,469 | D | |
| Common Stock, par value $.01 per share | Nov 15, 2016 | M | 334 | $0.00 | A | 2,803 | D | |
| Common Stock, par value $.01 per share | Nov 15, 2016 | M | 524 | $0.00 | A | 3,327 | D | |
| Common Stock, par value $.01 per share | Nov 15, 2016 | M | 711 | $0.00 | A | 4,038 | D | |
| Common Stock, par value $.01 per shareF2 | Nov 15, 2016 | S | 140 | $726.5657 | D | 3,898 | D | |
| Common Stock, par value $.01 per shareF3 | Nov 15, 2016 | S | 200 | $728.41 | D | 3,698 | D | |
| Common Stock, par value $.01 per share | Nov 15, 2016 | S | 100 | $731.50 | D | 3,598 | D | |
| Common Stock, par value $.01 per share | Nov 15, 2016 | S | 100 | $733.10 | D | 3,498 | D | |
| Common Stock, par value $.01 per shareF4 | Nov 15, 2016 | S | 103 | $734.9141 | D | 3,395 | D | |
| Common Stock, par value $.01 per shareF5 | Nov 15, 2016 | S | 400 | $737.0875 | D | 2,995 | D | |
| Common Stock, par value $.01 per shareF6 | Nov 15, 2016 | S | 377 | $738.2275 | D | 2,618 | D | |
| Common Stock, par value $.01 per shareF7 | Nov 15, 2016 | S | 500 | $740.126 | D | 2,118 | D | |
| Common Stock, par value $.01 per share | Nov 15, 2016 | S | 100 | $740.607 | D | 2,018 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock Unit AwardF8,F9 | $0.00 | Nov 15, 2016 | M | 451 | D | May 15, 2013 | Feb 15, 2018 | Common Stock, par value $.01 per share | 451 | 4,457 | D |
| Restricted Stock Unit AwardF8,F10 | $0.00 | Nov 15, 2016 | M | 334 | D | May 15, 2014 | Feb 15, 2017 | Common Stock, par value $.01 per share | 334 | 333 | D |
| Restricted Stock Unit AwardF8,F11 | $0.00 | Nov 15, 2016 | M | 524 | D | May 15, 2014 | Feb 15, 2017 | Common Stock, par value $.01 per share | 524 | 524 | D |
| Restricted Stock Unit AwardF8,F12 | $0.00 | Nov 15, 2016 | M | 711 | D | May 15, 2015 | Feb 15, 2020 | Common Stock, par value $.01 per share | 711 | 13,400 | D |
Explanation of responses
- F1This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
- F10This award vests at the rate of: 305 shares on each of May 15, 2014, August 15, 2014, and November 15, 2014; 303 shares on February 15, 2015; 363 shares on each of May 15, 2015, August 15, 2015, and November 15, 2015; 361 shares on February 15, 2016; 334 shares on each of May 15, 2016, August 15, 2016, and November 15, 2016; and 333 shares on February 15, 2017.
- F11This award vests at the rate of: 17 shares on May 15, 2014; 16 shares on each of August 15, 2014, November 15, 2014, and February 15, 2015; 27 shares on each of May 15, 2015, August 15, 2015, and November 15, 2015; 26 shares on February 15, 2016; and 524 shares on each of May 15, 2016, August 15, 2016, November 15, 2016, and February 15, 2017.
- F12This award vests upon the following vesting schedule and the satisfaction of certain business criteria intended to qualify the award as tax-deductible compensation under Section 162(m) of the Internal Revenue Code: 637 shares on each of May 15, 2015, August 15, 2015, November 15, 2015, and February 15, 2016; 710 shares on each of May 15, 2016 and August 15, 2016; 711 shares on each of November 15, 2016 and February 15, 2017; 753 shares on May 15, 2017; 754 shares on each of August 15, 2017, November 15, 2017, and February 15, 2018; 1,367 shares on each of May 15, 2018 and August 15, 2018; 1,368 shares on each of November 15, 2018 and February 15, 2019; and 1,051 shares on each of May 15, 2019, August 15, 2019, November 15, 2019, and February 15, 2020.
- F2Represents the weighted average sale price. The highest price at which shares were sold was $726.58 and the lowest price at which shares were sold was $726.53.
- F3Represents the weighted average sale price. The highest price at which shares were sold was $728.60 and the lowest price at which shares were sold was $728.22.
- F4Represents the weighted average sale price. The highest price at which shares were sold was $735.05 and the lowest price at which shares were sold was $734.91.
- F5Represents the weighted average sale price. The highest price at which shares were sold was $737.34 and the lowest price at which shares were sold was $736.77.
- F6Represents the weighted average sale price. The highest price at which shares were sold was $738.44 and the lowest price at which shares were sold was $738.01.
- F7Represents the weighted average sale price. The highest price at which shares were sold was $740.55 and the lowest price at which shares were sold was $739.59.
- F8Converts into common stock on a one-for-one basis.
- F9This award vests upon the following vesting schedule and the satisfaction of certain business criteria intended to qualify the award as tax-deductible compensation under Section 162(m) of the Internal Revenue Code: 604 shares on each of May 15, 2013, August 15, 2013, and November 15, 2013; 603 shares on February 15, 2014; 866 shares on each of May 15, 2014, August 15, 2014, November 15, 2014, and February 15, 2015; 573 shares on each of May 15, 2015, August 15, 2015, November 15, 2015, and February 15, 2016; 451 shares on each of May 15, 2016, August 15, 2016, and November 15, 2016; 450 shares on February 15, 2017; 1,002 shares on each of May 15, 2017, August 15, 2017, and November 15, 2017; and 1,001 shares on February 15, 2018.
Remarks
The reporting person undertakes to provide, upon request by the staff of the SEC, the issuer, or a security holder of the issuer, full information regarding the number of shares transacted at each price, with respect to all transactions reported on this Form 4.